Not Alone
by firedancer34
Summary: Set to the final scene between Magnus and Kate in Heroes pt 2. Kate/Magnus smut. You have been warned!


**A/N: **Ok for all of you who are following my Mass Effect story, not to fear, I am still working on that! It's just that I wrote this a little while ago and it only needed a tiny bit at the end to finish it up. So I decided to wrap it up and finally get around to posting it. This originally started out as a fan request based on the final scene between Helen Magnus and Kate at the conclusion of Hero pt2 in Season 3.5. This is pure adult smut so if some woman on woman action isn't your thing…what's wrong with you? Just kidding, but had to put the mature content disclaimer in there. I originally did this in a couple of days and haven't really proofed it, so I apologize for spelling/grammar errors. Title comes from the song "Not Alone" by Red. Usual disclaimers of me not owning or making any money of this story, the show the characters etc etc….ok on with the fluff!

**Not Alone**

"Kate? Kate, it's Helen. Can you hear me?"

The voice sounded far off, but Kate recognized that lovely accent, and despite the pain she was currently in, she knew everything would be alright. With that fleeting yet comforting thought she sank back into oblivion.

Helen looked down at her young friend and sighed. Kate had been unconscious for a full day now, and Helen had begun to worry. Tests showed that she had a high dose of a dopamine inhibitor in her system along with several other drugs that had been wreaking havoc on her neural systems ever since the Abnormal had shifted to Walter to save his life. That was the thing about the suit. It could help protect the wearer's life, and heal them to a certain degree even. But the host always had to deal with the lingering after effects of whatever injuries they sustained during a fight.

In Kate's case, the drugs that were still running rampant through her system and the trauma she had sustained while being held hostage, along with the multiple contusions from bullets that the suit had stopped. The suit was like a bulletproof vest in that it stopped the bullets, but it couldn't shield the wearer from the force of the impact. Helen suspected that the Abnormal was able to control neural-chemical levels in the host such as endorphin, adrenal and dopamine levels, flooding their systems with high enough doses of each so that the host was unaware of such injuries. The fact that Kate's own levels were almost dangerously high when she'd been brought back to the lab yesterday, leant credit towards her hypothesis. She suspected that they had given Kate the dopamine inhibitor so they could break the suit's hold on Kate. The fact that her levels were so high, despite the drugs in her system was a good indicator that the bugs had been forced to over-compensate in order to keep Kate alive and on her feet. It was probably one of the biggest natural highs a person could feel.

Thankfully, everything seemed to be slowly but surely returning to normal. Helen checked the monitors once more and noticed that Kate's brain activity had settled into a normal R.E.M. pattern. Releasing a slow breath at the positive sign she sank back onto the stool and rubbed her temples tiredly.

"Magnus," came the quiet voice of her oldest and dearest friend. "You need to rest. You can't do her any good, if you are exhausted yourself."

Helen turned and smiled wearily at the big guy. "I know my dear friend. But you more than anyone know I can't help but worry when one of our own end up here in my infirmary."

"Some more than others," he added, knowingly.

Helen blinked at the implication but then turned and looked back down at Kate, lost in thought for several long moments. "Perhaps," she allowed in a bare whisper before shaking herself out of her reverie and then standing. She lingered for a minute longer before a furred hand settled on her shoulder.

"Go, eat and rest. I will keep watch and let you know if there are any changes."

She gave him a fond look and patted the hand on her shoulder. "Thank you."

He gently steered her towards the door, before settling in on the stool, pulling out a book he'd brought with him.

Content in knowing that Kate was in good hands, Helen made her way up to her room where she found a hearty meal waiting for her under a silver lid, along with the bottle of her favorite brandy. Once again she thanked whatever deities had led him across her path. She couldn't imagine what her life would be like without his steady support, and she hoped that they would continue to share their friendship for a long time to come. She ate the meal more rapidly than it probably deserved, but after the first bite, she'd realized that she was ravenous. Then she poured herself a generous snifter of the brandy and drew a hot bath filled with her favorite salts.

Snifter in hand, she sank gratefully into the hot water, and allowed her mind to relax and finally just drift. Which perhaps wasn't the best idea as the first thing that came to her mind was the striking image of a fully nude Kate right before she had collapsed. At first she tried to push the though from her mind, but over the decades she'd learned the folly in trying to deny one's desires completely. And there was no mistaking her body's reaction to seeing Kate in all her naked glory.

Sipping her brandy, she smiled to herself as she allowed her mind free reign of the brief fantasy that played out, and then chuckled quietly to herself at the silliness of her fantasy. She was well over a century older than Kate, and the young woman's boss. She lived by rules and strictures that Kate loved to push the boundries or outright break. And Helen had a sneaking suspicion Kate did that just to get under her skin sometimes. No, a relationship between them was surely out of the question and merely a fantasy. A lovely one to be sure. Kate was wild, passionate, loyal, and a hell of a fighter. All qualities Helen had come to admire and desire in her. Kate was also rough around the edges, headstrong, a tomboy to be sure, but with just enough femininity in her to appeal to Helen's personal preferences in a female lover.

Ah well. Such was life. Besides, she was married to the Sanctuary and knew it would be unfair to anyone she had an interest in to pursue the matter when she could never give them the love, time, and devotion they might deserve. Finishing her brandy she stepped out of the now cooling water and slipped a large robe on as she began toweling her hair dry.

Sitting on the bed, the exhaustion finally slammed into her. In a rare act of abandon, she dropped the towel and robe to the ground, and slid in between the soft sheets. She was asleep moments after her head hit the pillow.

_Two days later….._

Kate stared out over the city below her contemplating the crazy turns her life had taken the last couple of years. It was amazing to think that not that long ago she was nothing more than a mercenary…a gun for hire and a thief. She'd hated herself for what she'd become, but she had been in so deep by then that she hadn't thought she would ever be free of that life.

And then Helen Magnus and her merry little band of crazies had dropped into her life and turned it completely upside down. And she had thrown Kate the lifeline that she'd been desperately looking for.

It took Kate awhile to adjust to being one of the 'good guys'. But she finally started to settle into this new life, and she would be eternally grateful to Magnus for saving her from herself. She hated to admit it, but Kate knew it to be the truth.

Now she had friends that would risk their lives for her as she would for them. Actually, they were more than just friends- they were her first real family. She had a home here at the Sanctuary. And that bastard St. Pierre had tried to take that from her. She was angry that Magnus hadn't done more to him, and not that long ago, Kate would have hunted him down like the dog he was and put a bullet between his eyes for the pain he had caused her. She shivered slightly at the memory of the agony she'd been, and wrapped her arms around herself.

It hadn't been the first time Kate had been captured. And it certainly wasn't the first time she'd been tortured. But she'd dealt with broken bones, cuts, gunshot wounds and bruises most of her life. Those she could endure. What St. Pierre's quack of a doctor had put her through had been unlike anything she'd ever felt before and hoped she never had to live through again. It had felt like lava had been poured into her veins and every nerve ending was on fire. To make matters worse, whatever cocktail the bastard had given her, had rendered her completely immobile. She had been awake, yet unable to do anything other than gasp and occasionally cry out as the agony seared through her from the inside out. "Slight pinching my ass," she muttered darkly, recalling the quack's words just before he'd turned on that damned machine.

And to make matters worse, the suit, hadn't been able to adapt quickly to the threat to her. It had taken the Abnormal several hours to overcome the effects of the drugs and the machine just enough to get her free. She still couldn't believe she had physically kicked her friends' collective asses when they had tried to stop her after that. Not her proudest moment to be sure. But in the end Magnus came through…and Walter, she admitted wryly. She vaguely remembered a sense of fear right before the Abnormal had transferred to Walter to save his life. Apparently he and the suit had bonded during their time together and the bugs had come to a kind of fondness for their original host. Kate hadn't let the suit go, so much as the suit didn't want Walter to die.

The drawback to the Abnormal leaving her was the consuming pain that had quickly engulfed her. Thankfully, unconsciousness came quickly, and she had been aware enough of the fact that Magnus had been there and would take care of her. And she had.

Kate woke up yesterday to that beautiful smile and those gorgeous grey-blue eyes, and felt a warmth spread through her that was a balm to the lingering aches of her injuries. Experienced, gentle hands had soothed away further pain as Magnus had checked the progress of her healing bruises, while she filled Kate in on what had happened while she had been under the influence of both the drugs and the suit.

There was amusement in the older woman's eyes, though the underlying tone of concern for Kate's well-being managed to make it through her somewhat clouded state. She had asked gently if Kate had remembered anything, and Kate had told her that the last thing she had really remembered clearly was the pain. Everything after she had escaped was a blur and while parts of what Magnus had told her seemed familiar…it was as if trying to recall a dream. Magnus looked down at her, her forehead pinching in that way that Kate knew to mean that Magnus was upset and feeling guilty for what Kate had gone through. Kate was about to tell her that it wasn't her fault when something completely out of the norm happened and totally derailed any thoughts Kate had.

Magnus had brushed a stray lock of Kate's hair back, and left her hand on Kate's head, her nails scratching ever so lightly against her scalp. "My dear, I am so sorry you went through all that. I regret that we couldn't find you sooner, and spare you the suffering you went through at that bastard's hands. I assure you, had I known then what I do now, I would have let Vladik have his way with St. Pierre." With a sad smile, she had leaned down, placed a chaste kiss on Kate's forehead and then whispered for her to get some rest and that she would send Will down with some food in a bit if she was up to it.

All Kate could do was nod, speechless, before Magnus had turned down the lights and left her in peace.

That kiss. She rubbed her forehead absently, her eyes closing at the overwhelming emotions that were still running rampant through her. She knew from the moment she had laid eyes on Helen Magnus that she was attracted to the woman. Magnus was wealthy, smart, powerful, confident, gorgeous with a sexy accent to boot. And there was something powerfully alluring about a woman that could kick ass in a skirt, low-cut blouse and heels just as well as she could in fatigues and combat boots.

As hot as she thought Magnus was, Kate was smart enough to realize that she wasn't anywhere near the woman's league. She figured being one hundred and sixty, that Magnus had most likely dabbled in relationships on both sides of the fence, but she was surely not interested in some hot-headed, former merc that constantly challenged her and happily broke her rules whenever possible. And yet….it didn't stop Kate from slowly falling head over heels for her boss. She knew why she constantly argued and challenged Magnus…it wasn't that she didn't respect her. She respected Helen Magnus more than anyone else alive. No she did it because she enjoyed it- enjoyed getting under the calm exterior and seeing just how far she could push, because it was the only way to ever get a rise out of Magnus and see the passion that was constantly burning just below the surface. It was a dangerous game she was playing though, and she knew one day, if she wasn't careful she would push too far….and possibly lose everything she currently had. It was high time she sucked it up, grew up, and stopped playing games with the other woman.

Just then the very object of her current musings walked in, a warm smile on her face that melted Kate's heart. "Glad to see you're feeling better."

Kate offered up a half-hearted smile. "Yeah…I guess so. Is…everyone still mad at me?" she asked, hoping the bruised egos had been soothed by their ever competent leader.

Magnus rolled her eyes. "They'll get over it," she assured Kate as she sat on the window seat across from Kate. "Hurt pride more than anything."

Kate's attention was distracted by Magnus crossing her legs, the black skirt riding up ever so slightly. "So what are you doing up here? Thinking of places the suit could take you?" Magnus asked, drawing Kate's attention back to her.

Kate opened her mouth, and then bit her bottom lip as her heart began to pound and her mind raced for words as memories of the kiss to her forehead raced through her mind. "No," she finally exhaled. _Tell her! _her heart shouted at her. "I'm just happy to be home," she finally answered quietly. But even as her mind reigned in tight control of her words, her eyes betrayed the deeper emotions within her heart.

The look was not lost on Helen, who smiled and nodded in return, and then turned to look out at the view, her mind trying to process what she'd seen in Kate's eyes. It was the look she'd seen in the mirror all to often over the decades. It was the look of someone letting something very dear to them go. Her mind began sifting through all the events of the last few weeks and months, cataloging each and every interaction she'd had with Kate, and realizing that it had been there in front of her all along. She'd just been too wrapped up in denying her own growing affection for the younger woman to stop and see that Kate felt the same way. She slid a sideway glance over at her silent companion, and noticed that her mood had grown almost melancholy and realized she needed to address the situation. But how? Kate was fearless in her work and on the battlefield. But she guarded her heart closely, and Helen knew that the wrong approach could scare Kate off.

Kate sighed as she stared out the massive window, not really seeing the beauty of the landscape before her. She was too busy locked in an inner fight with herself. Her heart was screaming at her to just come out and tell Magnus how she felt. Certainly that kiss and the warm looks she'd been receiving as of late meant something right? But her mind argued that she wouldn't take rejection well, and that it was too big a risk. She'd just found a home here with these people after searching for it all her life. She risked losing both her friendship with Magnus as well as her place here at the Sanctuary if she screwed it up with silly things like feelings and love. She was a woman torn, and all she wanted to do was scream, or cry, or just curl up in a ball and fall asleep and hope it went away. Of course she had done the last, alone in her bed many nights, and nothing ever changed.

Another sigh escaped her lips and she rested her head against the glass, wishing things would be easy in her life. Just for once. She was unprepared for the hand that rested on her shoulder, and started a little bit. "Kate…are you sure you're alright?"

Kate looked over and gave Magnus a forced smile. "I will be."

"I hope you know that I am here for you….for anything you might ever need."

"Anything huh? A million dollars?" Kate asked, a small bit of her old humor surfacing.

Magnus' lips quirked upwards. "If your life depended on it, most certainly. However since that is not the case right now, consider me your bank, and I am keeping your investment safe for now."

"Oh well…figured it was worth a try."

The hand on her shoulder had yet to move and Kate was finding it difficult to think straight. Helen was staring intently at her as if trying to figure out some great mystery, and she found herself unable to look away. "Kate, I apologize if my…actions yesterday after you woke up were inappropriate and have made you feel uncomfortable. It's just…you have come to mean a great deal to me, and I was worried when you did not awaken after that first day. It was a great relief when you finally came to yesterday."

Kate stared hard at Magnus, trying to fathom what she was saying. Kate had never really been good at reading people or reading between the lines. The message here seemed pretty clear, but Kate wondered if her hopes and emotions weren't getting in the way of her understanding what Magnus was saying to her. She needed more proof before she'd stick her neck out on the line. Since Magnus had initiated the contact, Kate decided to run with it. Reaching up she took the older woman's hand in her own and squeezed it but didn't let it go.

"Magnus, you have been nothing but kind, generous and patient with me. Far more than I deserve. You are the first and only person to give me a second chance in life. You gave me the chance to do good, and while I know I seem like I don't appreciate it, words will never express just how much I appreciate all that you have done for me," she confessed, her eyes watering slightly as sincere emotions overwhelmed her for a moment. "I haven't had a lot of…affection in my life. Maybe it's why I am such a bitch so much of the time," she said with a little self deprecating smile. Then her gaze became distant as she recalled the last few days. "I was in so much pain when the Abnormal shifted to Walter. But I saw you there, and I knew you would take care of me. I heard you in my dreams and I knew I was safe. When I woke up I was still in some pain, but you soothed that away. The Sanctuary is my first real home, and everyone here is my family. But you? You, I would go to hell and back for."

Helen felt a lump in her throat at the emotional admission. It was accompanied by a look that begged her to see past Kate's emotional shields to the woman beneath. Helen's free hand lifted and cupped Kate's cheek as she smiled softly at the younger woman. Kate wanted affirmation that whatever was brewing between them was real and returned before she would play her cards. Seeing the pain and fear in those dark eyes, Helena wanted nothing more right then to assure Kate of her feelings for her. "I'm glad that the kiss didn't put you off, because I couldn't help myself then, and I am having a very hard time fighting the urge to repeat it," she told Kate with that cheeky little grin that always got to the darker woman.

Kate's brain stopped working altogether with that admission. She was pretty sure her breathing and heart had stopped too. And then suddenly time resumed and she sucked in a steadying breath and blinked a few times as her mind began to catch up with the conversation. Her gaze dropped to Magnus' lips as she absently licked her own. "I certainly wouldn't protest such an action," she finally managed to say as she looked back up into those beautiful eyes.

Helen decided actions would speak louder than words at this point and without letting her gaze waver she leaned in slowly. Her aim was for Kate's forehead once more, but Kate finally decided to take control and she lifted her face at the last moment, and their lips met in a soft and tender kiss that didn't last for long, but stole both of their breath. Helen pulled back only a tiny amount, just long enough to look at Kate, who's eyes were slow to open and her breathing ragged. When they did, the desire, want and need that filled them caused the older woman to inhale sharply.

And then they were reaching for each other, their lips meeting in another kiss. Passion consumed them and the kiss quickly deepened. Kate was on her knees in front of Magnus, her hands tangling in long soft locks and pulling Magnus closer to her. Somewhat inhibited in her movement by the skirt she was wearing, Helen decided to take matters into her own hands. Kicking off her pumps, Magnus swung her feet up onto the cushioned ledge and pulled Kate down on top of her. Both women moaned at the feel of their bodies pressed fully against one another, but did not stop the kiss. The world fell away leaving only the two of them and a growing love that both had secretly desired but never thought was possible.

Bigfoot had been working his way through his daily checklist of things to take care of and had finally made his way to the uppermost floor of the Sanctuary. On his way to the room at the far end of the hall where he would start, he heard what sounded like a soft whimper from the second room to the left. Setting his bucket of supplies down, he approached the half open door and peeked in. What he saw made him smile, and with a soft grunt of satisfaction, he quietly closed the door and used his own key to lock it. "It's about damn time" he muttered to himself in amusement as he decided he would leave the upper floor for tomorrow.

The need for air finally forced Kate to pull back slightly, and stare down at the woman she loved so deeply. Her fingers stroked through long dark strands of hair as she looked deep into eyes turned vivid blue and full of desire and love. Kate suddenly knew what poets and authors meant when they wrote about falling into someone's gaze. "Is this real Helen?" she asked in a breathless whisper, amazed she could even find her voice right then.

Helen felt something in her chest tighten as Kate used her first name finally. It was something she hardly ever did, but when she did use Helen's first name, it was always for something extremely important. She ran her hands along Kate's sides, enjoying the way the younger woman shivered against her and her eyes closed slightly. One arm hugged Kate to her while the other hand cupped Kate's face once more. "More real than I had ever hoped for love," she answered back with quiet sincerity.

She watched as Kate suddenly looked unsure of herself, almost shy. "I'm always a pain in the ass to you. I break your rules, challenge your decisions….you're smart, sophisticated, you're…so much more of a woman that I am. What could someone like you possibly see in an unruly kid like me?"

Helen smiled fondly up at Kate, amused and warmed by Kate's admission of insecurity. "Darling, what I see, is a brave young woman who has the nerve to challenge me like none of the others. It has been a very long time since I've had someone give me a run for my money, and you my dear have been a breath of fresh air in my life. You keep me on my toes to be sure," she told Kate as kissed the tip of her nose and grinned. "But it's that passion and wildness that has drawn me to you Kate. You inspire me, dare me to push my own comfort zones. I have even broke a few of my own personal rules on occasion just for the hell of it over the last few months."

At this tiny revelation Kate's eyebrow quirked upwards. "Oh yeah?"

"Mmmhmm," was all Helen was going to give as she pulled Kate down for another lengthy kiss. This one wasn't filled with as much desperateness, but the passion and love ran just as deep.

But Kate's curiosity was now as aroused as the rest of her and she forced herself to pull back once more and look down at Helen. "So what kind of rules?" she purred before leaning in to nuzzle along that long pale neck like she'd been wanting to for months now.

Helen groaned at the contact and found her thoughts somewhat scattered when teeth gently scraped along her neck before Kate's tongue honed in on a very sensitive spot. "Dear god!" she gasped, and arched into that wonderful sensation.

"What rules have you broken Helen?" Kate asked again, sliding away from the spot all too soon for Helen's tastes.

"F-Falling in love with one of my employees for starters," Helen managed as Kate began her gentle explorations on the other side of her neck.

"Oh yeah?"

"Yes…please Kate don't stop!" Helen pleaded as Kate began to move away again.

"I don't think I could even if there was a level five breach right now," the younger woman assured her as she moved upwards and began nibbling right below Helen's ear. "So what other rules have you broken?"

"I…I broke my no practical jokes rule last month," Helen admitted breathlessly.

Kate pulled back at this and looked down at Helen in admiration and amusement. "So it was YOU that put the Kandorian dye in Will's drink last month!" she laughed.

Helen, who had been about to protest the halt in Kate's actions, felt her complaint die on her lips at the full laugh that her admission produced. Kate smirked, she chuckled, and she even grinned frequently enough. But to hear her laugh so openly was a thing of rarity. Which was a shame because she had such a beautiful laugh. "Yes, it was me. Will's a brilliant man in his field, and he is a hell of a Sanctuary agent. But sometimes his status here goes to his head a little and I felt he needed to be taken down a notch or two."

Kate was now smiling and Helen's heart ached at the beauty of that as well. "Blue was a good look for him."

"Indeed," Helena murmured, her eyes drawn to those lovely lips. "Kate?"

"Yeah?"

"Why are we talking about Will?"

"Good point," Kate agreed before she went back to her previous explorations with renewed enthusiasm. She had one arm bracing herself while her other began to freely explore Helen. Helen groaned appreciatively and returned the caresses with confidence. A hand on her breast caused Kate to gasp against the collarbone she'd been nibbling on and then deft sure fingers began circling and tweaking her nipple through her shirt and bra.

"Fuck," she panted, as she pushed further into the contact. God she wanted this woman so badly.

Seeing that look on Kate's face sent a thrill of need and desire through Helen and she knew there would be no denying or waiting with Kate. A sultry smile spread across her face and the blue in her eyes deepened further. She pulled Kate down until she could whisper in her ear. "There was another more…intimate personal rule of mine that I broke this morning. But I'll leave that up to you to figure out," she told Kate in a voice gone husky from arousal. Then she nipped Kate's ear lightly and gasped as Kate instinctively thrust against her.

Kate pulled back and their eyes locked for many long moments. The look in Helen's eyes nearly made her cum right there. Kate had never been the kind of girl to back down from a dare and she sure as hell wasn't about to now…consequences be damned. Helen was here and wanting this as badly as she did. And Helen may have been the more experienced of the two, but she was obviously happy to let Kate take the lead for now. So she did…and in her usual manner. After all, Kate wasn't known for her subtlety. She sat up, grabbed the edges of Helen's blouse and ripped it open, not even noticing as buttons scattered across the wooden floor.

Helen grinned up at her lover, enjoying both the aggressive display and the hungry look in Kate's eyes as they took in the black lacy bra she was wearing. Not one to relinquish complete control, the older woman slid her hands under the front of Kate's shirt and pushed it upwards as she sat up. Kate's arms lifted and Helen pulled it mostly off, but left the darker woman's eyes covered and her arms trapped above her head as she leaned in to plunder Kate's mouth. The younger woman whimpered into the kiss and Helen felt another thrill of arousal course through her body. Relinquishing her temporary capture of Kate, she pulled the blouse off completely and tossed it aside before raking manicured nails down the sculpted muscles of her lover's back, deft fingers releasing the catch of her bra.

Kate kissed in pleasure, arching her back at the delicious contact which thrust her chest firmly against Helen's even as her loosened bra dropped from her shoulders and was quickly discarded to the side. Not one to pass up such a tantalizing offer, Helen splayed her hands across her lover's back and leaned down to draw a dark tipped nipple into her mouth to tease and suckle the bud into further stiffness. By the time she was done with just one breast, Kate was making the most incredibly sexy noises, and her fingers were tangled firmly in Helen's hair. Several long moments later after paying equal attention to the other brest, Helen moved back up to Kate's mouth, smirking somewhat in pride. It had been quite some time since she had reduced another woman to needful swearing, and she had only just gotten started.

Despite her passion fogged mind however, Kate registered the smirk and managed to rise above her need for a moment for a little turnabout. Her fingers released their grip on that long dark silky mane and slid down to release Helen's full breasts from their dark lacy confines, and then they slid around to push Helen back down onto to cushioned bench. After another breath-taking kiss, Kate slowly began to kiss and lick her way down towards Helen's now heaving chest, thoroughly enjoying the hitches in the older woman's breathing every time Kate hit a sensitive spot and spent time on it. By the time Kate's lips closed over an aching nipple, Helen was nearly reduced to begging. She was also very happy to discover that her lover was extremely skilled in the art of seduction and foreplay. Despite the fact that both of them were obviously needful as hell, Kate was still taking the time to learn her partner. It was yet another endearing quality. As that skilled mouth began to drift along her toned stomach however, all rational thinking finally stopped and for the first time in decades, Helen just let herself feel.

Kate couldn't get enough of the creamy expanse of sweet sweet skin under her lips. Senses on overload, Kate continued her loving explorations, amazed at the strength of tender emotions that were flooding through her. Hands that had been playfully firm before now gentled to those of a tender lover, and she took her time stroking the older woman's passion even higher. As she kissed along the waist of the skirt, her fingers slowly dragged down the side zipper, causing the older woman to groan in anticipation. Kate's fingers dusted along the now exposed seam, peeling back the edges so her lips and tongue could have access to a shapely hip. And then Kate sat back a bit in surprise as something dawned on her.

Grey blue eyes fluttered open, and Helen couldn't stop the noise of protest that escaped her throat when Kate's loving ministrations stopped. Then she noted the raised eyebrow of near disbelief and Helen offered her a cheeky grin.

"Why Helen Magnus," Kate purred as she looked back down at where her fingers were stroking against Helen's exposed and unencumbered hip. "I never would have guessed you as the commando type of gal."

"Well as someone has recently taught me, it can be fun to break the rules every once in awhile and be a little naughty."

Helen was rewarded with Kate's full and beautiful laugh once more and Helen's fingers threaded up into her hair to pull her close for a deep kiss. Both women gasped as their bare breasts pressed into each other, and both instinctively thrust against the other in a slow grind as the kiss deepened. Her need finally getting the best of her, Kate growled at the hindrance of their remaining clothing and she sat back up on her knees as she stripped Helen out of her skirt and fumbled out of her own pants and underwear. It was anything but graceful, but they were both beyond caring at that point. When she finally stretched out over Helen, she paused as they shared another long, intense look that transcended any words they could ever say aloud. Then she slowly lowered her body down against her lover's and with a shuddering sigh that was echoed into the shell of her ear, she relaxed into the warm embrace of the woman she loved more than life itself.

They lay like that for a long time, content with the intimate embrace for awhile and enjoying the depth of emotion and rightness that the simple gesture evoked. Kate finally lifted her head to stare down into deep pools of blue seeing emotions directed at her that took her breath away. Leaning in for a soul searing kiss their arousal flared again, and this time there was nothing to impede their love-making. Hands drifted, fingers explored, and their soft cries of loving and need filled the room as they began the slow dance of loving each other fully.

Having tasted the sweetness of Helen's skin, Kate could not deny the overwhelming need to partake of the wetness that was coating her thigh as she coaxed the older woman to newer heights of pleasure. After a playful nip to kiss swollen lips she began a much more direct path down Helen's front, until she was kissing just above neatly trimmed dark curls. She kissed her way to the side and paused to suckle firmly at the hollow by Helen's hip. She gasped loudly and arched up into the contact. Kate repeated this on the other side, receiving further encouragement as Helen's fingers threaded in her hair and tightened. Wanting to prolong things just a tiny bit longer, Kate kissed her way down the top of one thigh and then began slowly kissing up the inside.

Helen's breathing had all but caught in her chest, her body growing bowstring tight as she waited achingly for that desperately craved for touch. Kate pushed her thighs further apart and Helen's fingers twitched against her lover's scalp. When the touch didn't come right away she finally broke. Her eyes opened to meet those of her lover's. "Please, Kate," she pleaded in a breathy whisper.

Kate shuddered at the raw need in that sexy voice and in those gorgeous eyes. Without hesitation, she leaned in and took her first taste of heaven. Helen cried out and surged beneath her and Kate slid her arms under and around those shapely hips to hold the older woman to her as she began a tender assault on Helen's center.

"Oh god! Oh dear god Kate!" Helen began crying out as she bucked and thrust up against the talented mouth of her lover. Feelings, sensations and emotions overwhelmed the normally calm and proper Englishwoman and she gave free reign to them all. Kate barely heard the imprecations and deifications that spilled from her lover's mouth. Most of her attention was fixated on the taste, feel and scent of the woman around her. A vague part of her took in the incredibly sexy noises that were now coming from her lover and the tone in her voice as she spoke, but words were beyond Kate's comprehension right now as she redoubled her efforts.

Moments later the grip on her hair became nearly painful as Helen surged beneath her with a sharp cry of release. Kate, who had two fingers buried in her lover's wet depths, felt slick walls contract fiercely around her fingers as the older woman's hips jogged upwards, deepening the penetration and the pressure of Kate's mouth against her. The darker woman was so enthralled by the whole experience that she didn't back off, and as Helen came down off her first climax, she felt her lover quickly build her towards another. Still reeling from the first, Helen quickly slid into a second deeper orgasm, grunting in a less than lady-like manner as she continued to thrust and buck against her lover. Kate looked up from her task to watch as the normally impeccable Helen Magnus rode her face and hand unabashedly, dark hair plastered around her, eyes half closed in pleasure, and sweat slicking her shapely figure. Growing even wetter by the sight before her, Kate continued her relentless assault, and several minutes later Helen all but screamed out her name as her entire body locked up in the throes of a deep and intense orgasm.

Kate finally brought her down slowly and tenderly, until they were both wrapped in each other's arms once again. Helen slowly opened her eyes some minutes later and looked up at Kate with love and tenderness in her eyes. "My god sweetheart. That was truly incredible," she said in a somewhat awed whisper.

Kate couldn't help the slightly smug grin. "I might not have the experience you do, but I've learned a few tricks here and there," she said with a playful wink.

A cheeky grin was her reply and then she found herself on her back, with Helen pinning her body to the bed. "Well maybe this old dog can teach you one or two more things," she quipped as she leaned in for a searing kiss.

"Not…so old," Kate panted afterwards. And then her ability to talk left her as Helen proceeded to reduce her to a quivering, begging mass of aroused need.

_Next Morning..._

Helen stared absently at the screen as her mind replayed the beautiful events of yesterday and last night. It wasn't just that the sex had been incredible and heavens knew she was long overdue for a good shag. No it had been the emotional connection that she hadn't felt with another in a very _very_ long time. Kate was equal parts strong and vulnerable and the chance to hold and be held by her was cathartic. After a couple of hours of love-making in the upper observatory, she and Kate had managed to sneak down to Helen's room. Once there, they had talked and made love into the early hours of this morning.

Earlier in the evening they'd dared to bare their souls to one another. Their fears, their grief….she hadn't realized until then just how badly she had still needed to grieve over Ashley's death. Kate had simply held her throughout the breakdown, knowing that Helen wouldn't appreciate false words of comfort, and instead leant Helen her silent support and unconditional love. When the grief had finally eased, the tender lovemaking that had followed helped to fill some of the hole that Ashley's death had left in her soul. She would forever sorrow at the loss of her daughter, but today, the wound wasn't quite as raw.

And then there had been the frank discussion they'd had about Magnus' near immortality. Unsurprisingly, Kate had been the one to tackle that subject head on. Perhaps because it was the one that scared her the most. Truth be told it was the subject that scared Helen the most as well and for the first time, she admitted to her lover just how lonely her life had been because she had always been too afraid to form attachments that were too permanent. The few that she had- Ashley, James…even John- had all ended in death or worse as the years ticked by. For all her emotional armor, Helen Magnus was still a woman underneath it all. One whose gift was also a curse to her gentle heart. In typical Kate fashion however, the younger woman had challenged Helen's arguments to keeping people at arm's length. Kate had used herself as a prime example and had brought up all the advice Helen had given to her about letting people in and relying on the strength of others every once in awhile. The older woman had been forced to chuckle when she found her own advice turn back on her.

Then Kate had straddled her and held her head in both her hands as she looked intensely into Helen's eyes. "Baby, we both lead dangerous lives that could cost us our own at any given moment. But we can't dwell on the what-if's. Helen Magnus, I promise you that if you continue to let me in, you won't regret loving me. Even if I die of old age in my sleep, you can bet your ass lady that you'll be able to smile after I'm gone. You've been alone for far too long Helen, and I simply can't let that go on when I know you love me as much as I love you."

The lovemaking that had followed that declaration had been deep, intense, and soul-claiming. Shortly afterwards, both had fallen into a deep, healing sleep and had woken late that morning still clinging tightly to each other.

Helen smiled and it was the reflection of her smile in the screen that finally broke through her reverie. Heavens, she was already behind on her reports for the week, she'd gotten a late start on her day, and her constant daydreaming wasn't helping matters. But as she stared at her grinning reflection and saw the light in her eyes that had been gone for months, perhaps even years, she realized she didn't really give a bloody damn right now. She was in love and she was no longer alone.

Just then the object of her musings sauntered into the room, walked around the desk and planted herself on Helen's desk. Knowing her lover was doing it just to get a rise out of her, but willing to play along just a bit she quirked her eyebrow upwards. "I'm sorry, did they forget to teach you the difference between a desk and a chair in school?"

Helen noticed as Kate's eyes raked over her body, taking in the suit she was wearing. Kate had admitted it was her favorite outfit…something about having a thing for women in a vest and tie…so Helen had specifically chosen to wear this today. "Hmmm nope. But when the teacher looks as hot as you do, I don't like too many obstacles."

Knowing that Will, Henry, and Bigfoot were going to be joining them soon, Helen blushed and cleared her throat, trying to order herself to some modicum of professionalism. "Your observation has been noted with appreciation. Now did you finish that weapon's inventory?" she asked swatting her lover lightly, and waving for her to get her lovely ass off her paperwork.

"Bagged, tagged and catalogued. You however are not getting anywhere today from the looks of it," Kate teased, refusing to move.

Helen sighed, but couldn't help the smile that lifted her lips. "No. Unfortunately I have found myself rather distracted today for some reason."

"For some reason?" Kate said in protest. "Lady I'll give you a reason," she threatened with a playful growl before she pulled an unsuspecting Helen from her chair and between her legs for a deep and lengthy kiss.

"Dude, all I'm saying is I think something is going on with them."

"Henry, you are dreaming man. I mean Kate's a cool woman and yes she is attractive…but Magnus? She's waaaay above Kate's league. Hell, I don't think anyone is in her league."

"You should both keep your noses out of their private lives. If Magnus were to hear what you were saying, she'd have you on cage cleaning duties for a month," Bigfoot cautioned.

"Come on big guy, you've known Magnus for awhile. Surely you've noticed the tension between her and Kate lately. What's your take on it?" Henry asked as they stepped off the elevator and began slowly walking down the hall to Magnus' office.

"What I think isn't important as this is none of our business. If there was anything going on this is between her and Kate and it would be their decision to let us know when they were ready to."

"Aha!"

"Aha? He didn't say anything other than it wasn't any of our business!" Will protested.

"Which means, he knows something and can't or won't tell us. So which is it big guy?"

Bigfoot sighed and shook his head. "Are you really that bored that Magnus' personal life has become the focus of your attention now? What do you expect me to say Hank? That they are madly in love and we'd all better get used to seeing them making out around the Sanctuary like two love sick teenagers? This is Magnus we are talking about. Grow up."

Both men fell silent as they approached the door, and with a final look of warning to the two men, Bigfoot walked into the room…and drew up short. "Jesus big guy, give a dude some warning next time," Hank complained as he ran into his tall friend. Will managed to sidestep out of the way in time, but then he froze as well, his gaze fixed on the tableau in front of him.

Hank finally stepped around the two, rubbing his nose in irritation, and glaring at both of them. "What is wrong with you t-?" he started to ask as he turned his head to follow their gaze and then broke off in mid-sentence. Long moments of silence dragged by as the three men stared at their boss who was standing behind her desk, with Kate's legs wrapped around her waist as both women kissed passionately, and completely oblivious to their audience.

"Wow," Henry finally exhaled and then grinned. "You were saying big guy?"

All Bigfoot could do was grunt. "Ok, I was wrong," Will admitted an amused grin on his face. "Way wrong apparently," he said with a chuckle.

Bigfoot finally cleared his throat and coughed loudly.

Helen couldn't believe just how quickly this young woman could reduce her to a wet and needful thing. She supposed it was the newness of it all. She had been through this enough in her lifetime to know the first few weeks and months were always the most intense. Somehow she doubted that fire would ever dampen with Kate though. She was quickly getting lost in the feel and taste of her lover when a noise broke through her cloud of lust. Her eyes snapped open and she gently pulled away from Kate with a groan as she realized the boys had arrived. And had apparently been standing there for some moments judging from the amused looks on all of their faces.

Kate looked behind her and when she turned back there was a sudden look of apprehension on her face. Helen quickly deduced that Kate was afraid she would try to brush their relationship off out of fear of retaining control and respect of the team. Well time to set that fear to rest immediately. She leaned in, her mouth next to Kate's ears and spoke low enough for only her to hear. "I expect to continue this later when we finish the rest of our duties love," she purred into Kate's ear before placing a soft kiss just below her ear.

Her gaze however was on the reactions of her boys. Bigfoot looked pleased. Will's eyebrow lifted and his grin got even bigger and Henry looked like he was about to start drooling. "Is this going to be a problem?" Helen asked them with a tiny bit of steel in her voice.

"About damn time," Bigfoot replied smugly.

"What you do in your private life is your own business Magnus and you more than anyone I know deserves a little bit of happiness in your life," Will answered, which for some reason caused Bigfoot to roll his eyes.

"No problem here Doc!" Henry responded cheerily. "That was like the HOTTEST thing ever so feel free-,"

"Henry!" Magnus interrupted.

"Right. Sorry. But yeah no problem here."

"And you had better damn well not be spying on us with the Sanctuary security systems."

"No security porn. Got it."

Magnus rolled her eyes and then gave Kate a look, "As much as I appreciate your ass my dear, it is in the way. Off," she ordered with a sexy little grin.

"Because you said the word 'ass' I'll move. Next time it's gonna cost you though boss lady," Kate shot back as she slid off the desk and brushed past Magnus.

"I'll be sure to make it worth your while," Magnus murmured as she went by and then picked up her reports and sat down as she assembled her thoughts. "Right then. We have a new shipment coming in next week and Henry I need you and Will….."

Kate barely heard a word of the meeting, but no one faulted her for it. As the team broke up and made their way out, she was vaguely aware of them all making offers to do extra duties for the rest of the day. Biggie actually smiled at her in passing, as did Will. Hank clapped her on the shoulder and muttered a 'way to go' in her ear before they slipped out of the office, closing the door behind them.

"Did they just offer to do our work for us?" she asked a bit dazed.

"It would seem so. It appears we have the rest of the day to ourselves my love. What should we do?"

Kate grinned as she moved around Helen's desk and straddled her lap, happy to note that the chair was extremely sturdy. "I'm sure we could think of one or two things to do," she murmured before claiming Helen's mouth once more.


End file.
